Common use of Consent to Jurisdiction; Venue Clause in Contracts

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Agreement and each of the parties to this Agreement irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Omnicare Inc), Agreement and Plan of Merger (Genesis Health Ventures Inc /Pa), Agreement and Plan of Merger (Omnicare Inc)

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Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Agreement and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State City of Wilmington, Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Union Pacific Resources Group Inc), Agreement and Plan of Merger (Anadarko Petroleum Corp), Agreement and Plan of Merger (United Technologies Corp /De/)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, Delaware for the purpose of any action or proceeding arising out of or relating to this Agreement and the Confidentiality Agreement, and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Watchguard Technologies Inc), Agreement and Plan of Merger (Knova Software, Inc.), Agreement and Plan of Merger (Railamerica Inc /De)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, Delaware for the purpose of any action or proceeding Action arising out of or relating to this Agreement Agreement, and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding Action may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Mondavi Robert Corp), Agreement and Plan of Merger (Cardinal Health Inc), Agreement and Plan of Merger (Mondavi Robert Corp)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, Delaware for the purpose of any action or proceeding Action arising out of or relating to this Agreement and the Confidentiality Agreement, and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding Action may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Navigant International Inc), Agreement and Plan of Merger (Corixa Corp), Agreement and Plan of Merger (Marsh & McLennan Companies Inc)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts Court of Delaware and Chancery of the State of Delaware, or, if under Applicable Law, exclusive jurisdiction over the Action is vested in the federal courts, to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding Action arising out of or relating to this Agreement Agreement, and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding Action may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delawaresuch courts. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding Action shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cardinal Health Inc), Agreement and Plan of Merger (Alaris Medical Systems Inc)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts Court of Chancery of the State of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, Delaware for the purpose of any action or proceeding arising out of or relating to this Agreement and the Confidentiality Agreement, and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in the Court of Chancery of the State of Delaware or any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (AMICAS, Inc.), Agreement and Plan of Merger (Merge Healthcare Inc)

Consent to Jurisdiction; Venue. (ai) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Option Agreement and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State City of DelawareWilmington. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 1 contract

Samples: Stock Option Agreement (Owen Healthcare Inc)

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Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Agreement and each of the parties to this Agreement irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement agrees that a final non-appealable judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Medical Action Industries Inc)

Consent to Jurisdiction; Venue. (ai) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Option Agreement and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State City of Wilmington, Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 1 contract

Samples: 2 Stock Option Agreement (Cardinal Health Inc)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Agreement and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State City of DelawareWilmington. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by lawLaw.

Appears in 1 contract

Samples: Agreement of Merger (Virogroup Inc)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, Delaware for the purpose of any action action, whether in law or proceeding in equity, whether in contract or in tort or otherwise, arising out of or relating to this Agreement and the Confidentiality Agreement, and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State of Delaware. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by lawLaw.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Keynote Systems Inc)

Consent to Jurisdiction; Venue. (a) Each of the parties to this Agreement hereto irrevocably submits to the exclusive jurisdiction of the state courts of Delaware and to the jurisdiction of the United States District Court for the District of Delaware, for the purpose of any action or proceeding arising out of or relating to this Agreement and each of the parties to this Agreement hereto irrevocably agrees that all claims in respect to such action or proceeding may be heard and determined exclusively in any Delaware state or federal court sitting in the State City of DelawareWilmington. Each of the parties to this Agreement hereto agrees that a final judgment in any action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Owen Healthcare Inc)

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